Opus Genetics (IRD) lands $155M Oberland deal to fund gene therapy pipeline
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Opus Genetics entered a senior secured note purchase agreement with Oberland Capital affiliates providing for up to $155 million of non-dilutive funding, with an initial $35 million tranche expected at the April 20, 2026 closing and additional tranches tied to time-based and FDA milestones for OPGx-LCA5.
The notes mature on April 2, 2033, carry floating interest based on Term SOFR with a 3.68% floor plus margin, and feature six years of interest-only payments, partial paid-in-kind interest for the first eight quarters of each tranche, and a 50% principal amortization on the sixth anniversary of the first purchase date. Up to 10% of each purchaser’s principal may be converted into common stock at $6.72 per share.
Opus also agreed to sell 1,116,070 common shares at $4.48 per share for an aggregate $4,999,994 and grant price-protection options on additional shares if a future dilutive equity round occurs. The company reports approximately $100 million in cash including the initial note and equity funding and states this extends its runway into 2029 to support pivotal OPGx-LCA5 and OPGx-BEST1 studies and broader pipeline development.
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Insights
Opus secures long-dated, milestone-based debt plus equity to extend cash runway into 2029.
Opus Genetics arranged up to $155 million in senior secured notes from Oberland Capital, with $105 million committed and $50 million uncommitted at lender discretion. Tranches are linked to time-based availability and OPGx-LCA5 regulatory milestones, aligning financing with development progress.
The notes mature in 2033, feature six years of interest-only payments, a partial principal payment on the sixth anniversary, and a floating Term SOFR rate with a 3.68% floor plus margin. Early interest is partly paid in kind, limiting near-term cash outflow but increasing principal over time. Security includes substantially all assets and subsidiary guarantees, which increases leverage on the platform.
There is also a $5 million equity investment at $4.48 per share and the option for noteholders to convert up to 10% of principal at $6.72 per share, plus anti-dilution style protection through low-priced option shares if a dilutive equity round occurs. With reported cash of roughly $100 million including initial funding and access to additional non-dilutive capital, Opus states that it can fund pivotal OPGx-LCA5 and OPGx-BEST1 studies and advance earlier programs, though execution depends on meeting clinical and regulatory milestones and complying with covenants.
8-K Event Classification
4 items: 1.01, 3.02, 7.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02
Unregistered Sales of Equity Securities
Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Maximum note facility: $155 million
Committed notes: $105 million
Initial tranche: $35 million
+5 more
8 metrics
Maximum note facility
$155 million
Senior secured notes available under Note Purchase Agreement
Committed notes
$105 million
Committed portion of senior secured notes
Initial tranche
$35 million
First note tranche expected at April 20, 2026 closing
Equity investment
$4,999,994
1,116,070 common shares at $4.48 per share
Conversion price
$6.72 per share
Price for converting up to 10% of principal into common stock
Current cash including initial funding
$100 million
Approximate cash after initial $35M notes and $5M equity
Note maturity date
April 2, 2033
Final maturity of senior secured notes
Interest floor
3.68% + margin
Term SOFR floor for three-month interest period plus Applicable Margin
Key Terms
senior secured notes, Term SOFR, paid in kind, Conversion Shares, +2 more
6 terms
senior secured notes financial
"The Note Purchase Agreement provides for, among other things, the issuance of up to $155 million of senior secured notes"
Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.
Term SOFR financial
"bear interest at a rate per annum equal to Term SOFR for the three-month interest period"
Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.
paid in kind financial
"50% of the interest owed for each applicable period shall be paid in kind"
Paid in kind means a borrower or issuer settles interest or dividend obligations by issuing more securities (like extra bonds or shares) instead of paying cash. For investors this matters because it preserves the issuer’s cash but increases the number of securities outstanding, which can raise risk of dilution and change the effective return — like taking more coupons on an ongoing purchase instead of paying with money now.
Dilutive Equity Round financial
"in the event that prior to October 2, 2026, the Company issues shares ... below the Per Share Purchase Price ... (a “Dilutive Equity Round”)"
shelf registration statement regulatory
"The Company is required to prepare and file a shelf registration statement"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 2, 2026
(Exact name of registrant as specified in its charter)
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(Address of principal executive offices)
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(Zip Code)
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(984 ) 884-6030
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 |
Entry into a Material Definitive Agreement.
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Note Purchase Agreement
On April 2, 2026, Opus Genetics, Inc., a Delaware corporation (the “Company”), and certain of its subsidiaries as guarantors, entered into a senior secured note purchase
agreement (the “Note Purchase Agreement”) with OPCM SA LLC, as purchaser agent (“Purchaser Agent”), and certain purchasers party thereto (the “Purchasers”). Capitalized terms used but not defined herein have the meanings given to such terms in the
Note Purchase Agreement.
The Note Purchase Agreement provides for, among other things, the issuance of up to $155 million of senior secured notes (the “Notes”), of which the Purchasers have
committed to purchase $105 million and the remaining $50 million is uncommitted. The issuance and purchase of each tranche of Notes is subject to the satisfaction of customary funding conditions and, in certain cases, achievement of certain
pre-determined milestones. An initial tranche of $35 million will be funded at the initial closing following the effective date of the Note Purchase Agreement, which is expected to occur on April 20, 2026 (the “First Purchase Date”). A second
tranche of $35 million will be available at the Company’s option until April 2, 2027. A third tranche (the “Third Tranche”) of $25 million will be funded upon the FDA Application Acceptance Date for OPGx-LCA5 on or prior to March 31, 2028. A fourth
tranche of $10 million will be available, (a) at the Company’s option, if the FDA Approval Date for OPGx-LCA5 has occurred or, (b) at the Purchaser Agent’s option, if the Third Tranche has not been funded (whether or not the FDA Application
Acceptance Date or FDA Approval Date has occurred), in each case, on or prior to March 31, 2028. An additional $50 million of uncommitted financing (separated into two equal tranches of $25 million) will be available upon the request of the Company
but subject to the approval of each Purchaser in its sole discretion until December 31, 2027.
The Notes mature on April 2, 2033 (the “Maturity Date”) and bear interest at a rate per annum equal to Term SOFR for the three-month interest period (subject to a 3.68%
floor) plus the Applicable Margin, payable quarterly. Interest payable on the first eight interest payment dates following the effective date of the Note Purchase Agreement shall be payable as follows: 50% of the interest owed for each applicable
period shall be paid in kind and the remaining 50% of interest owed for such applicable period shall be paid in cash. Thereafter, 100% of the interest owed for each applicable period shall be paid in cash. The company shall make a payment of
principal on each outstanding Note on the sixth anniversary of the First Purchase Date in an amount equal to half of the aggregate principal amount of such Notes outstanding on such date, with the remaining balance payable on the Maturity Date.
Pursuant to the Note Purchase Agreement, any Purchaser may, at any time and from time to time prior to the date that is eighteen months after the effective date of the
Note Purchase Agreement, elect to convert up to 10% in the aggregate of the principal amount of such Purchaser’s Notes then outstanding (the “Conversion Amount”) into shares (the “Conversion Shares”) of the Company’s common stock, par value $0.0001
per share (the “Common Stock”). The number of Conversion Shares issuable upon such conversion shall be equal to the Conversion Amount divided by $6.72. Upon any such conversion, an aggregate principal amount of Notes equal to the Conversion Amount
shall be deemed paid and satisfied in full and shall cease to accrue interest. Any interest accrued and unpaid through and including the date of such conversion shall remain outstanding and shall be payable in cash on the next interest payment
date (or, if the Company and the Purchasers so elect in writing, shall be convertible into Conversion Shares).
The Company may voluntarily prepay the Notes in full at any time subject to a prepayment premium. Moreover, a prepayment premium may also be payable by the Company upon
the occurrence of, (i) at any time prior to the first anniversary of the First Purchase Date, an acceleration of the obligations under the Note Purchase Agreement following an event of default (other than a change of control) or, (ii) at any time
prior to the date that is eighteen months after the First Purchase Date, a change of control of the Company that is not otherwise consented to by the Purchasers holding a majority of the outstanding Notes. The Company is required to make mandatory
prepayments of the Notes with net cash proceeds from insurance proceeds or condemnation awards, in each case, subject to certain exceptions and reinvestment rights.
The obligations of the Company under the Note Purchase Agreement are guaranteed by certain of its existing subsidiaries and are required to be guaranteed by subsequently
acquired or organized subsidiaries, subject to certain exceptions (collectively, the “Guarantors”). The obligations of the Company under the Note Purchase Agreement and the related guarantees thereunder are secured, subject to customary permitted
liens and other agreed upon exceptions, by (a) a pledge of all of the equity interests of the Company’s and the Guarantors’ direct subsidiaries, and (b) a perfected security interest in substantially all of the Company’s and the Guarantors’
tangible and intangible assets.
The Note Purchase Agreement contains customary representations and warranties and customary affirmative and negative covenants, including, among other things,
restrictions on indebtedness, liens, investments, mergers, dispositions, prepayment of other indebtedness, compliance with laws and material agreements, and dividends and other distributions, subject to certain exceptions.
The Note Purchase Agreement contains events of default which are customary for financings of this type, in certain circumstances subject to customary cure periods.
Following an event of default and any cure period, if applicable, the Purchaser Agent will have the right upon notice to terminate any undrawn commitments and may accelerate all amounts outstanding under the Note Purchase Agreement, in addition to
other remedies available to it as a secured creditor of the Company.
The foregoing description of the Note Purchase Agreement is not complete and is qualified in its entirety by reference to the full text of the Note Purchase Agreement,
the form of which is filed herewith as Exhibit 10.1 and incorporated herein by reference in its entirety.
Stock Purchase and Conversion Agreement
On April 2, 2026, the Company entered into a stock purchase and conversion agreement (the “Purchase and Conversion Agreement”) with the Purchasers providing for the
issuance of an aggregate of 1,116,070 shares (the “Purchase Shares”) of its Common Stock at a price per share equal to $4.48 (the “Per Share Purchase Price”), for an aggregate purchase price of $4,999,994. The Purchase and Conversion Agreement
also provides the Purchasers with an option to acquire additional Purchase Shares (the “Option Shares”) at a price per share equal to $0.0001 (subject to adjustment as set forth in the Purchase and Conversion Agreement, the “Per Share Exercise
Price”) in the event that prior to October 2, 2026, the Company issues shares of Common Stock (or instruments exercisable for or convertible into shares of Common Stock) at an effective sale price per share below the Per Share Purchase Price,
subject to certain exceptions (a “Dilutive Equity Round”). The number of Option Shares issuable upon exercise of such option will be such that, accounting for the sale and issuance of the Option Shares, the weighted average of the Per Share
Purchase Price and Per Share Exercise Price for all Purchase Shares (including Option Shares) issued pursuant to the Purchase and Conversion Agreement, taken together, shall equal the lowest effective sale price per share paid in cash by third
party investors to the Company for its Common Stock issued by the Company in such Dilutive Equity Round. The Purchase Shares are being issued, and any Conversion Shares will be issued, to the Purchasers pursuant to an exemption from the
registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) afforded by Section 4(a)(2) of the Securities Act.
The closing of the issuance of the Purchase Shares is expected to close on April 20, 2026, subject to the satisfaction of customary closing conditions.
The Purchase and Conversion Agreement obligates the Company to register the resale of the Purchase Shares and the Conversion Shares under the Securities Act. The Company
is required to prepare and file a shelf registration statement (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) within thirty days after the date of the Purchase and Conversion Agreement, and to cause the
registration statement to be declared effective promptly and no later than the earlier of (a) sixty days after the filing date of the Registration Statement in the event of a “review” by the SEC, and (b) the fifth business day after receiving a “no
review” notification from the SEC.
The Purchase and Conversion Agreement also includes customary representations, warranties and covenants by the parties to the agreement. The foregoing description of the
Purchase and Conversion Agreement is not complete and is qualified in its entirety by reference to the full text of the Purchase and Conversion Agreement, the form of which is filed herewith as Exhibit 10.2 and incorporated herein by reference in
its entirety.
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Unregistered Sales of Equity Securities.
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The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
| Item 7.01. |
Regulation FD Disclosure.
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A press release announcing the Company’s entry into the Note Purchase Agreement and Purchase and Conversion Agreement was issued by the Company on April 6, 2026. A copy
of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in this Item 7.01 and in Exhibit 99.1 hereto shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under
the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and
Section 21E of the Exchange Act. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, the intended use of
proceeds of the Private Placement and other statements relating to the Private Placement. In some cases, you can identify forward-looking statements by terms such as “aim,” “anticipate,” “approach,” “believe,” “contemplate,” “could,” “designed”,
“estimate,” “expect,” “goal,” “intend,” “look,” “may,” “mission,” “plan,” “possible,” “potential,” “predict,” “project,” “pursue,” “should,”, “strive”, “target,” “will,” “would,” or the negative thereof and similar words and expressions.
Forward-looking statements are based on management’s current expectations, beliefs and assumptions and on information currently available to the Company. Such statements are neither promises nor guarantees, and involve a number of known and
unknown risks, uncertainties and assumptions. Actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, without limitation, risks and uncertainties associated with
the consummation of the Private Placement, uncertainties related to market conditions, the satisfaction of customary closing conditions, the completion of the Private Placement on the anticipated terms or at all, general economic conditions and
other risks identified from time to time in the reports the Company files with the SEC, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as such factors may be updated from time to time in its other filings
with the SEC, accessible on the SEC’s website at www.sec.gov.
The forward-looking statements in this Current Report on Form 8-K speak only as of the date of this Current Report on Form 8-K, and the Company undertakes no obligation to update or revise any of the statements. The Company’s business is subject
to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
No Offer or Solicitation
This Current Report on Form 8-K does not constitute an offer to sell, or the solicitation of an offer to buy, any securities or the solicitation of
any vote or approval with respect to the transactions discussed herein. No offer of securities shall be made except by means of a prospectives meeting the requirements of the Securities Act of 1933, as amended, and no offer to sell or solicitation
of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
No.
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Description
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10.1
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Note Purchase Agreement, by and among Opus Genetics, Inc., the Purchaser Agent and the Purchasers.
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10.2
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Stock Purchase and Conversion Agreement, by and among Opus Genetics, Inc. and the Purchasers.
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99.1
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Press Release dated as of April 6, 2026
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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OPUS GENETICS, INC.
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Date: April 6, 2026
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By:
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/s/ Dr. George Magrath
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Name:
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Dr. George Magrath
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Title:
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Chief Executive Officer
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Exhibit 99.1
April 6, 2026
Opus Genetics Solidifies Leadership Position in Gene Therapy Development for Inherited Retinal Diseases with Strategic Long-Term Financing by
Oberland Capital
- Agreement includes up to $155 million in non-dilutive funding with an upfront payment of $35 million and a $5 million equity investment -
- Strategic financing to accelerate development of earlier-stage gene therapy
programs with three additional programs entering clinical testing over the next year -
- Current cash of approximately $100 million now extends cash runway into 2029, through expected completion of OPGx-LCA5 and OPGx-BEST1 pivotal studies, potential
approvals, and the prospect to receive priority review vouchers -
- Three-month topline results from full Cohort 1 of Phase 1/2 trial with OPGx-BEST1 remain on track for mid-2026 -
RESEARCH TRIANGLE PARK, N.C., April 06, 2026 (GLOBE NEWSWIRE) – Opus Genetics, Inc. (Nasdaq: IRD) (“Opus Genetics”, “Opus”, or the “Company”), a clinical-stage
biopharmaceutical company developing gene therapies to restore vision and prevent blindness in patients with inherited retinal diseases (IRDs), announced today a strategic financing agreement with Oberland Capital Management LLC (“Oberland Capital”)
to accelerate the clinical development, manufacturing, and potential commercialization of its broad gene therapy pipeline to maximize shareholder value.
The new note facility provides Opus with access to future non-dilutive funding of up to $155 million to support its future strategic initiatives and growth, with an initial
tranche of $35 million to be funded at the initial closing, a second $35 million tranche available at the Company’s option within the next twelve months, along with additional tranches up to $35 million available to Opus upon the occurrence of
certain milestones. The facility also provides for up to $50 million in additional tranches at the mutual agreement of the parties. In addition, Oberland Capital committed to make a $5 million equity investment in the Company’s common stock at $4.48
per share, concurrently with the closing of the initial tranche above.
“With the early success of the LCA5 and BEST1 programs, we are at a pivotal moment in which acceleration of our pipeline can drive significant future value,” said George
Magrath, M.D., Chief Executive Officer, Opus Genetics. “This credit facility enables us to fully fund clinical development and initiate pre-launch activities for our BEST1 and LCA5 programs, as well as move the earlier-stage RDH12, MERTK, and RHO
programs into the clinic. This facility allows us to leverage our noncore commercial phentolamine asset and provides the financial flexibility to focus on our gene therapy platform with expected completion of OPGx-LCA5 and OPGx-BEST1 pivotal studies,
potential approvals, and the prospect to receive priority review vouchers.”
“With our current cash resources of approximately $100 million and access to an additional $120 million of non-dilutive capital, we have a strengthened position to
accelerate advancement of our entire portfolio and expand the opportunity to deliver meaningful therapies to patients as quickly as possible,” concluded Dr. Magrath.
“Opus Genetics’ validated gene therapy platform represents one of the most promising approaches for restoring vision and preventing blindness in patients suffering from
severe inherited retinal diseases and fully aligns with our investment strategy of partnering with companies developing innovative technologies that address areas of high unmet medical need,” said William Clifford, Partner at Oberland Capital. “With
access to significant capital in the form of both debt and equity through our flexible investment structure, as well as its commercial-stage partnership involving Phentolamine Ophthalmic Solution 0.75%, Opus Genetics is optimally positioned to
accelerate the development of its robust pipeline of therapeutic candidates.”
Opus Genetics plans to provide an update later in 2026 on its earlier stage programs, including OPGx-RDH12, OPGx-MERTK, and OPGx-RHO.
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RDH12-LCA: This program is expected to enter the clinic in the U.S. in Q4 2026. OPGx-RDH12
is the second asset licensed from Dr. Jean Bennett’s lab and is partially funded through a partnership with the RDH12 Alliance to bring this program to the clinic. RDH12 is an IRD that affects children at an early age with a prevalence
estimated to be 2,500 patients in the U.S. and 30,900 globally1.
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MERTK: As previously announced, Opus’ OPGx-MERTK program is expected to enter the clinic at
the end of 2026 in collaboration with the Department of Health - Abu Dhabi. The MENA (Middle East/North Africa) region has a very large proportion of the global MERTK patients where the prevalence is estimated to be 14,300 patients, along
with 2,600 in the U.S. and 21,960 globally1.
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RHO: This program is expected to enter the clinic in 2027. OPGx-RHO addresses patients with
retinitis pigmentosa caused by autosomal dominant mutations in the rhodopsin protein utilizing a knock-down of the mutant rhodopsin and replacement with wild type rhodopsin protein. RHO affects 8,800 patients in the U.S. and approximately
30,000 globally1.
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Under the terms of the note purchase agreement with Oberland Capital, and subject to the satisfaction of customary funding conditions, Opus:
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Will issue an initial $35 million in notes at the initial closing, which is expected to occur on April 20, 2026;
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Can access up to an additional $35 million in notes at any time during the first 12 months;
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Can access an additional $35 million in notes on or prior to March 31, 2028, upon achievement of certain pre-determined milestones related to the potential regulatory approval of
LCA5;
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Can access up to $50 million through December 31, 2027, upon mutual agreement by both parties.
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The notes will mature seven years after the issuance of the initial notes. The notes may be repaid in full at any time and carry an interest-only period of six years, with
a repayment of 50% of the outstanding notes on the sixth anniversary. The notes will bear interest at a floating rate, which is subject to both a floor and a cap and 50% of the interest due on each tranche of notes shall be paid-in-kind for the first
8 quarters of such tranche and added to the outstanding principal. Based on these terms, the initial cash interest rate at closing is approximately 4.1%. Additionally, up to 10% of the principal amount of each note will be convertible, at Oberland
Capital’s option, into shares of the Company’s common stock at a conversion price of $6.72 per share.
In addition, the Company has entered into a stock purchase and conversion agreement with affiliates of Oberland Capital for the private placement of 1.1 million shares of
the Company’s common stock issued at closing, representing $5 million of gross proceeds based on the trailing 30-trading days volume-weighted average price (VWAP) of $4.48 per share. Closing of the purchase of shares under the stock purchase
agreement is expected to occur concurrently with the closing of the initial issuance of notes under the note purchase agreement on April 20, 2026.
The Company has approximately $100 million in cash, taking into account the initial $35 million of notes and $5 million of equity to be purchased by Oberland Capital at
closing. Additional details regarding this financing will be available in a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission.
1Source: Triangle Insights Group Analysis, February 2026
About Opus Genetics
Opus Genetics is a clinical-stage biopharmaceutical company developing gene therapies to restore vision and prevent blindness in patients with inherited retinal diseases
(IRDs). The Company is developing durable, one-time treatments designed to address the underlying genetic causes of severe retinal disorders. The Company’s pipeline includes seven AAV-based programs, led by OPGx-LCA5 for LCA5-related mutations and
OPGx-BEST1 for BEST1-related retinal degeneration, with additional candidates targeting RHO, CNGB1, RDH12, NMNAT1, and MERTK. Opus Genetics is also advancing a small-molecule therapy, Phentolamine Ophthalmic Solution 0.75%, beyond its approved use
for pharmacologically induced mydriasis, with a supplemental new drug application under review for presbyopia and an ongoing Phase 3 pivotal trial for mesopic, low contrast conditions after keratorefractive surgery (dim light disturbances). The
Company is based in Research Triangle Park, NC. For more information, visit www.opusgtx.com.
About Oberland Capital
Oberland Capital is a private investment firm formed in 2013 with assets under management in excess of $3.2 billion, focused exclusively on investing in the global
healthcare industry and specializing in flexible investment structures customized to meet the specific needs of its transaction partners. Oberland Capital's broad suite of financing solutions includes monetization of royalty streams, acquisition of
future product revenues, creation of project-based financing structures, and investments in traditional debt and equity. With a combination of deep industry knowledge and extensive structured finance experience, the Oberland Capital team has a
history of creating value for its transaction partners. For more information, please visit www.oberlandcapital.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not
limited to, statements related to the clinical development, clinical results, preclinical data, and future plans for Phentolamine Ophthalmic Solution 0.75%, OPGx-LCA5, OPGx-BEST1, RDH12, and earlier stage programs, and expectations regarding us, our
business prospects, and our results of operations and are subject to certain risks and uncertainties posed by many factors and events that could cause our actual business, prospects and results of operations to differ materially from those
anticipated by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those described under the heading “Risk Factors” included in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2024, our subsequent Quarterly Reports on Form 10-Q, and in our other filings with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak
only as of the date of this press release. These forward-looking statements are based upon our current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ
materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “intend,” “aim,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “strive,” “will,” “would” or the negative of these terms or other comparable terminology, although not all forward-looking statements
contain these words. We undertake no obligation to revise any forward-looking statements in order to reflect events or circumstances that might subsequently arise.
Contacts:
Investors
Jenny Kobin
Remy Bernarda
IR Advisory Solutions
ir@opusgtx.com
Media
Kimberly Ha
KKH Advisors
917-291-5744
kimberly.ha@kkhadvisors.com
Source: Opus Genetics, Inc.
Source: Opus Genetics, Inc.
FAQ
What is the size and structure of Opus Genetics (IRD) financing with Oberland Capital?
Opus arranged up to $155 million in senior secured notes plus a $5 million equity investment from Oberland Capital. $105 million of notes are committed, with $50 million uncommitted, and tranches are funded over time based on availability windows and OPGx-LCA5 regulatory milestones.
How will the new funding affect Opus Genetics (IRD) cash runway and development plans?
Opus reports current cash of about $100 million, including the initial $35 million note tranche and $5 million equity. The company states this, plus access to additional non-dilutive capital, extends its runway into 2029 to support pivotal OPGx-LCA5 and OPGx-BEST1 studies and move earlier programs into the clinic.
What are the key terms of Opus Genetics (IRD) senior secured notes?
The notes mature on April 2, 2033, bear interest at Term SOFR for three-month periods with a 3.68% floor plus margin, and have six years of interest-only payments. Half of the interest for the first eight quarters of each tranche is paid in kind, with 50% of principal due on the sixth anniversary.
Does the Opus Genetics (IRD) financing include any equity or conversion features?
Yes. Oberland will buy 1,116,070 common shares at $4.48 per share for $4,999,994, and may convert up to 10% of each note’s principal into shares at $6.72 per share. The stock purchase agreement also provides option shares if a future dilutive equity round occurs.
How are the Opus Genetics (IRD) notes secured and what covenants apply?
The obligations are guaranteed by certain subsidiaries and secured by pledges of subsidiary equity and substantially all tangible and intangible assets, subject to permitted liens and exceptions. The agreement includes customary covenants restricting additional debt, liens, investments, mergers, dispositions, prepayments of other debt, and dividends, with specified exceptions.
What milestones trigger additional tranches under Opus Genetics (IRD) note facility?
An initial $35 million tranche is expected at closing, with a second $35 million tranche available at the company’s option until April 2, 2027. A $25 million third tranche and a $10 million fourth tranche depend on OPGx-LCA5 FDA application acceptance or approval events by March 31, 2028.